Serine/threonine phosphatase 5 (PP5) can act as a suppresser of p53-dependent growth suppression and has been reported to associate with several proteins, including the glucocorticoid receptor/heat-shock protein-90 complex. Still, the physiological/pathological roles of PP5 are unclear. To characterize the relationship of PP5, glucocorticoid receptor activation and p53, here we describe the development of chimeric antisense oligonucleotides that potently inhibit human p53 expression. This allowed us to regulate the expression of either p53 (e.g. with ISIS 110332) or PP5 (e.g. with ISIS 15534) in genetically identical cells. Studies with ISIS 110332 revealed that the suppression of p53 expression is associated with a decrease in the basal expression of the cyclin-dependent kinase inhibitor protein, p21 WAF1/Cip1 , and a concomitant increase in the rate of cell proliferation. Suppression of p53 also blocks dexamethasone-induced p21 WAF1/Cip1 expression and G 1 -growth arrest. Furthermore, treatment with ISIS 110332, but not the mismatched controls, ablates the suppression of growth produced by prior treatment with dexamethasone. Additional studies revealed that dexamethasone-dependent p21 WAF1/Cip1 expression occurs without an apparent change in p53 protein levels or the phosphorylation status of p53 at Ser-6, -37, or -392. However, dexamethasone treatment is associated with an increase in p53 phosphorylation at Ser-15. Suppression of PP5 expression with ISIS 15534 also results in the hyperphosphorylation of p53 at Ser-15. Together, these findings indicate that the basal expression of p53 plays a functional role in a glucocorticoid receptor-mediated response regulating the expression of p21 Waf1/Cip1 via a mechanism that is suppressed by PP5 and associated with the phosphorylation of p53 at Ser-15.Serine/threonine phosphatase 5 (PP5) is an okadaic acid/ calyculin A-sensitive phosphatase that is expressed ubiquitously in mammals and has been reported to associate with the atrial natriuretic peptide receptor (1), the heat shock protein 90 (Hsp-90) 1 -glucocorticoid receptor (GR) heterocomplex (2, 3), the CDC16/CDC27 subunits of the anaphase-promoting complex (4), cryptochrome 2 (5), apoptosis signal-regulating kinase1 (6), Hsp90-dependent heme-regulated eIF2␣ kinase (7), and the G␣ 12 /G␣ 13 subunits of heterotrimeric G proteins (8). In estrogen-responsive breast carcinoma cells, the expression of PP5 is induced by treatment with estrogen, and the constitutive expression of PP5 converts MCF-7 cells into an estrogen-independent phenotype (9). Still, determining the physiological/pathological roles of PP5 has proven difficult for many reasons. First, in a crude cell homogenate PP5 exists predominately in an inactive state (for review see Ref. 10). Second, the physiological activators of PP5 are unknown. Third, when activated by the addition of polyunsaturated lipids or protease mediated cleavage of the N-terminal autoinhibitory domain (11, 12), the activity of PP5 cannot be distinguished from that of PP2A and PP1, whi...